Plymouth Realty Capital Corp. Announces Proposed Share Consolidation, Private Placement Financing and extension of filing of interim financial statements
580 Hornby Street, Suite 880 Vancouver, BC V6C3B6
Plymouth Realty Capital Corp. Announces Proposed Share Consolidation, Private Placement Financing and extension of filing of interim financial statements
May 25, 2020. Plymouth Realty Capital Corp. (the “Company”) (TSX-V: PH.H) announces that its board of directors have approved a proposed private placement financing of up to 10,000,000 post- Consolidation (as defined herein) common shares at $0.05 per post-Consolidation share for gross proceeds of $500,000 (the “Offering”).
Proceeds of the Offering will be used for identifying business acquisitions as well as for general working capital and corporate purposes.
Closing of the proposed Offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including approval of the TSX Venture Exchange.
Share Consolidation
The Company announces that it intends to consolidate its issued and outstanding common shares at a ratio of ten (10) pre-consolidated shares to one (1) post-consolidation share (the “Consolidation”). The purpose of the Consolidation is to facilitate the Company’s ability to attract future financings, generate greater investor interest and improve trading liquidity.
The Company currently has 6,225,000 common shares issued. Upon completion of the Consolidation and the Offering, the Company anticipates there will be 10,622,500 common shares issued and outstanding.
The Consolidation is subject to acceptance from the TSX-V and approval of the shareholders.
Extension of Filing Deadline for Interim Financials and Management Discussion and Analysis
The Company is also announcing that due to circumstances created by the COVID-19 pandemic measures, the Company will be delaying the filing of its first quarter interim financial statements and related management discussion and analysis for the period ended March 31, 2020 until a date that is on or before July 14, 2020.
The Company confirms that no material business developments have occurred since filing of the Company's interim financial statements for the three and nine month period ended September 30, 2019, and should material business developments occur the Company will update shareholders accordingly.
All Company executives, directors and insiders will be subject to a trading black-out policy that reflects the principles in section 9 of National Policy 11-207 Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions.
The Company is relying on local blank orders issued by the British Columbia and Alberta Securities Commissions (the “Blanket Orders”) for the following: (a) the requirement to file interim financial statements as at and for the three months ended March 31, 2020 pursuant to sections 4.4(b) and 4.6 of National Instrument 51-102, and (b) the requirement to file interim management discussion and analysis as at and for the three months ended March 31, 2020 pursuant to sections 5.1 and 5.6 of National Instrument 51-102. The Blanket Orders permit reporting issuers to extend the filing deadlines under securities laws by 45 days.
On behalf of the Board of Directors, Gunther Roehlig, Chief Executive Officer
For further information please contact:
Plymouth Realty Capital Corp.
580 Hornby Street, Suite 880 Vancouver, British Columbia V6C 3B6 T: (604) 617-5421
Forward-Looking Statements
Information set forth in this news release contains forward-looking statements that are based on assumptions as of the date of this news release. These statements reflect management’s current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. The Company cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Company’s control. Such factors include, among other things: risks and uncertainties relating to the Company’s ability to complete the proposed private placement financing, limited operating history and the need to comply with environmental and governmental regulations. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward looking information. Except as required under applicable securities legislation, The Company undertakes no obligation to publicly update or revise forward-looking information.
NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.